Expansion Option The Borrower may from time to time elect to increase the Revolving Credit Commitments in minimum increments of $25,000,000 (or such lesser amount as the Administrative Agent may agree) so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $50,000,000. The Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Credit Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Revolving Credit Commitments, or provide new Revolving Credit Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Borrower, each Letter of Credit Issuer and the Administrative Agent and (ii) (x) in the case of an Increasing Lender, the Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit G hereto, and (y) in the case of an Augmenting Lender, the Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit H hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Revolving Credit Commitments pursuant to this Section 2.15. Increases and new Revolving Credit Commitments created pursuant to this Section 2.15 shall become effective on the date agreed by the Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Credit Commitments (or in the Revolving Credit Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 6.2 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the Borrower and (B) the Borrower shall be in compliance with the covenant contained in Section 9.3 and (ii) the Administrative Agent shall have received documents and opinions consistent with those delivered on the effective date as to the organizational power and authority of the Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Credit Commitments, (i) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Credit Loans of all the Lenders to equal its Revolving Credit Commitment Percentage of such outstanding Revolving Credit Loans, and (ii) the Borrower shall be deemed to have repaid and reborrowed all outstanding Revolving Credit Loans as of the date of any increase in the Revolving Credit Commitments (with such reborrowing to consist of the Types of Revolving Credit Loans, with related LIBOR Periods if applicable, specified in a notice delivered by the Borrower, in accordance with the requirements of Section 2.9). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each LIBOR Loan, shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.11 if the deemed payment occurs other than on the last day of the related LIBOR Periods. Nothing contained in this Section 2.15 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Credit Commitment hereunder.
Renewal Option (a) Provided that, at the time of Tenant’s exercise of the Renewal Option (defined below) and upon the commencement of the Renewal Term (defined below), this Lease is in full force and effect and there is no uncured default by Tenant under this Lease, Tenant shall have the option (“Renewal Option”) to renew this Lease as follows: (b) Tenant may, by notifying Landlord of its election in writing not less than three hundred sixty-five (365) days prior to the end of the Term, renew this Lease for an additional term (“Renewal Term”) beginning on the date next following the expiration date of the initial Term and continuing for five (5) years thereafter. The renewal of this Lease will be upon the same terms, covenants, and conditions applicable during the initial Term, as provided in the Lease, except that (i) the Rent payable during the Renewal Term shall be an amount equal to one hundred percent (100%) of the Prevailing Market Rate (as defined below) as of the date on which the Renewal Term commences, (ii) the “Term” shall be deemed to include the “Renewal Term” and (iii) Tenant shall possess no further renewal option(s). (c) Within thirty (30) days after receipt of Tenant’s renewal notice for the Renewal Term, Landlord shall notify Tenant in writing of Landlord’s determination of the Prevailing Market Rate. Tenant shall, within fifteen (15) days thereafter, notify Landlord that Tenant either (a) accepts Landlord’s determination of the Prevailing Market Rate, in which event the parties shall promptly enter into an amendment to this Lease incorporating such terms, or (b) rejects Landlord’s determination of the Prevailing Market Rate, in which event Landlord and Tenant shall engage in the process described on Schedule C-I attached to this Exhibit C to determine the Prevailing Market Rate, and thereafter the parties shall promptly enter into an amendment to this Lease incorporating such terms. (d) As used herein, the phrase “Prevailing Market Rate” shall mean the rental then being paid by tenants in buildings of comparable quality, condition and age on renewal terms including concessions for space of approximately the same size and taking into consideration the amenities available in the Project and whether Landlord will be obligated to pay any brokerage commissions in connection with such transaction.
Extension Option Provided the original Tenant named herein or a tenant pursuant to a Permitted Transfer is itself occupying the entire Premises at the time of giving its notice to exercise its option (the “Extension Notice”) and at the commencement of the Extension Term (as defined herein), Tenant shall have the right and option to extend the Term for one (1) additional period of five (5) years (“Extension Term”). The right and option to so extend the term shall be personal to the Tenant executing this Lease or a tenant pursuant to a Permitted Transfer and such right and option may not be assigned or transferred to any other party or entity. The Extension Term is to commence immediately upon expiration of the initial Term (the “Original Term”), provided that Tenant shall give Landlord notice of Tenant’s exercise of such option by no later than twelve (12) months and, except as provided in Exhibit E Section 2 below, no earlier than fifteen (15) months prior to the then scheduled expiration of the Original Term, and provided further that no Default exists at the time of giving the Extension Notice or at the commencement of the Extension Term. If a Default, or event which with the giving of notice or the passage of time, or both, would constitute a Default, exists at the time of giving the Extension Notice or at the time of commencement of the Extension Term, Tenant’s exercise of such option shall, at the option of Landlord, be null and void and of no further force and effect. Prior to the exercise by Tenant of any such option, the expression “Term” shall mean the Original Term. Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Lease contained herein shall be applicable to the Extension Term, except that there shall be no further extension terms. If Tenant shall give the Extension Notice in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of the Extension Notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to timely give the Extension Notice as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. The Base Rent payable during the Extension Term shall be an amount equal to the Fair Market Rent for the Premises as of the commencement date of the Extension Term. The Fair Market Rent shall be determined in accordance with the provisions set forth below. If for any reason the Base Rent payable during the Extension Term has not been determined as of the commencement date of the Extension Term, Tenant shall pay the Base Rent payable for the year immediately preceding the commencement of the Extension Term until the Base Rent for the Extension Term is determined, at which time, an appropriate adjustment, if any, shall be made.